Asset-Map® Terms and Conditions

Terms of UseLast modified: February 16, 2017

Introduction:By using the services, systems, software, products or web sites or any of the output, designs and layouts thereof (collectively and individually the "Goods and Services") provided by Asset-Map, LLC ("Asset-Map®"), you accept and agree to be bound by the following terms and conditions (the "Terms"). Asset-Map® reserves the rights to update and change these Terms in the future, without notice or acceptance by you. The current version of these Terms will always be available for your review under the “Terms and Conditions” link on the Asset-Map website. You have the right to withdraw from these Terms and refrain from use of the Goods and Services if you cannot abide by such updates. If you do not agree with the Terms, do not select "I agree" and refrain from using Asset-Map ® Goods and Services.

Use of Goods and Services:Asset-Map® and its affiliated companies and subsidiaries offer the Goods and Services to you, provided that you: - are of legal age, and - can enter into binding contracts, and - are not barred from using such Goods and Services under the laws of the United States or other applicable jurisdictions.

You enter and use data within and also subject to all prior compliance and broker/dealer relationships, ETUs and agreements. These terms of use do not nullify any prior corporate agreements each user may have and may have to honor as well.

Identity and Confidentiality:In order to use the Goods and Services, you will be required to provide accurate and current identification as part of the account enrollment process and continued use of theGoods and Services.

You are responsible for all the actions under your account and involving the use of your computer or other digital equipment used to access the Goods and Services. You agree to notify Asset-Map® immediately if you are aware of any unauthorized use of the Goods and Services or other breach of security.

Liability:Asset-Map® will not be responsible for any loss or damages to you or your clients as a result of the use of the Goods and Services. YOU EXPRESSLY UNDERSTAND AND AGREE THAT ASSET-MAP AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, LICENSORS, AND SUB-LICENSORS (COLLECTIVELY, “AFFILIATES”) SHALL NOT BE LIABLE TO YOU OR YOUR CLIENTS FOR ANY PUNITIVIE, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM: (1) THE USE OF OR INABILITY TO USE THE GOODS AND SERVICES, (2) UNAUTHORIZED ACCESS OR ALTERNATION OF YOUR TRANSMISSIONS OR DATA OR ACCOUNT, (3) STATEMENTS OR CONDUCT OF ANY THIRD PARTY RELATED TO THE GOODS AND SERVICES, OR (4) ANY OTHER MATTER RELATING TO THE GOODS AND SERVICES.

No Financial Advice

The Goods and Services are informational tools only. The Goods and Services are not intended to provide any investment or other advice to you or your clients. Asset-Map and its Affiliates shall not be responsible or liable for the accuracy, usefulness or availability or any information presented or made available through the use of the Goods and Services, and shall not be responsible or liable for any trading or investment decisions based on such information.

Indemnity

You agree to indemnify and hold Asset-Map® and its Affiliates harmless from any claim or demand, including reasonable attorneys’ fees, made by any third party (including your clients) due to or arising out of your use of the Goods and Services, your connection to the Goods and Services, your violation of these Terms or your violation of any rights of any third party.Automatic Renewal:Subscriptions sold on a monthly basis automatically renew each month. If an advisor wishes to cancel or not continue their subscription, they can do so with 7 days or more notice prior to any month's renewal. No partial month refunds will be provided.

Annual subscriptions will automatically renew upon anniversary of subscription. Should you wish to cancel, please notify us 30 days prior to renewal.

If the credit card you provided is no longer valid, we will notify you and request that you renew manually with a valid credit card.

Termination:If any fee to be paid by you for the rights and license granted herein is past due, Asset-Map® may terminate your use of the Goods and Services and the license granted hereunder without prior notice. You agree that upon termination, Asset-Map may, but is not required to, delete all information related to your account and may bar your access to your account and the Goods and Services.

Asset-Map®, in its sole and absolute discretion, may end your use of the Goods and Services and your license to use the Goods and Services at any time, without prior notice, if you fail to comply with any of your obligations under these Terms or if you make any representation to us that is inaccurate.

You agree that login access shall not be distributed to, shared with or otherwise used by anyone other than the purchaser of the Asset-Map subscription and their paid delegate. If login access is shared with another party, Asset-Map reserves the right to terminate the subscription of such user without prior notice. In order to access the Asset-Map subscription, data, maps or reports an additional user must purchase a subscription. Asset-Map logins and report access may not be distributed to, shared with or otherwise used by any other party other than subscribing users.

License Grant:Asset-Map® grants you a non-transferable, non-exclusive license to use the Goods and Services offered, created, owned by Asset-Map ® and/or its Affiliates solely for use by you in furtherance of work performed for clients of your financial planning services.

You may not modify, copy, reverse engineer, translate, port, distribute, transmit, display, perform, reproduce, publish, license or make derivative works of the Goods and Services. You may not rent, disclose, publish, sell, assign, lease, sublicense, market, or transfer the Goods and Services or use them in any manner not expressly authorized by these Terms. You shall not derive or attempt to derive the source code, source files or structure of all or any portion of the Goods and Services by reverse engineering, disassembly, de-compilation or any other means. The Goods and Services are copyrighted and may not be copied, even if modified or merged with other goods or services. You shall not alter or remove any copyright notice or proprietary legend contained in or on the Goods and Services. You agree not to remove any proprietary rights notices of Asset-Map® and/or its Affiliates from the Goods and Services.

Ownership:The Goods and Services are copyrighted and may not be copied, reproduced, modified, published, uploaded, posted, or distributed in any way, without the prior written consent of Asset-Map®. Except as expressly provided herein, Asset-Map® does not grant any express or implied right to you under any copyrights, trademarks, patents or trade secret information or any other rights which it may have in the Goods and Services.

With respect to any and all original works, concepts and ideas created by, or on behalf of, Asset-Map® in connection with your use of the Goods and Services (collectively the "Materials"), you agree that such Materials shall be the exclusive property of Asset-Map® and that you shall not use such Materials in any manner, other than as specifically authorized by the license granted to you by these Terms,without the prior, express written consent of Asset-Map®. In no event shall you use such Materials in any business dealings you may have with any competitor of Asset-Map®.

All rights to any improvements, suggestions, corrections and other comments made by you to Asset-Map® concerning the Goods and Services shall immediately become the sole property of Asset-Map® and you shall make no claim thereto.

Trademarks:The trademarks, service marks and logos, including the Asset-Map® name and the Man/Nest Egg logo, used and displayed on or in connection with the Goods and Services (collectively the "Trademarks") are registered and unregistered Trademarks of Asset-Map® and others. Nothing in these Terms should be construed as granting, by implication, estoppel or otherwise, any license or right to use any Trademark displayed on or in connection with the Goods and Services, without the prior, express written consent of the respective Trademark owner. The Trademarks may not be used in any way, including in advertising or publicity pertaining to the Good and Services, without the prior, express written consent of Asset-Map® or the respective owner. Asset-Map® prohibits use of the Trademarks as part of a link to or from any website unless establishment of such a link is approved in advance by Asset-Map® in writing. Fair use of the Trademarks requires proper acknowledgment of the respective owner.

Links to Third Party Websites:Certain links in the Goods and Services may let you leave the Asset-Map® Goods and Services. Unless expressly stated to the contrary, all websites or other products or services which are reached as a result of such links are not under the control of Asset-Map® and Asset-Map ® is not responsible for the contents of any such linked products, websites or any links contained in any linked products or websites. Asset-Map® is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Asset-Map ® of the linked products, services or websites.

Reservation of Rights:Asset-Map® reserves any rights not expressly granted herein.

No Warranty:Asset-Map® and/or its licensors make no representations about the suitability of the goods and services for any purpose. The Goods and Services are provided "as is" and “as available” without warranty of any kind. You assume the entire risk of loss in using the goods and services. The Goods and Services are complex and may contain non-conformities, defects or errors. Asset-Map® and/or its licensors hereby disclaim all warranties and conditions with regard to the Goods and Services, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement.

Errors and Corrections:The Goods and Services could include technical inaccuracies and/or typographical errors. Asset-Map® and/or its Affiliates may make improvements and/or changes in the Goods and Services at any time.

Miscellaneous Terms:You agree that no joint venture, partnership, employment or agency relationship exists between you and Asset-Map®, as a result of these Terms or your use of the Goods and Services.

The topic headings contained in these Terms are for reference purposes only and shall have no bearing on the construction and interpretation of these Terms.

Asset-Map's® performance of its obligations under these Terms are subject to existing laws and legal process and nothing contained in these Terms is in derogation of Asset-Map's® right to comply with law enforcement requests or requirements relating to your use of the Goods and Services or information provided to or gathered by Asset-Map® with respect to such use.

These Terms constitute the entire agreement between you and Asset-Map® with respect to the Goods and Services. These Terms supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Asset-Map® with respect to the Goods and Services. No modification of these Terms shall be effective unless it is in writing and physically signed in ink by Asset-Map® or an Asset-Map® officer. Any alleged waiver of any breach of these Terms shall not be deemed to be a waiver of any future breach. A printed version of these Terms and/or of any notice given by Asset-Map® in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms or your use of the Goods and Services to the same extent and subject to the same conditions as other business documents and records originally generated and maintained by Asset-Map® in printed form.

Contacting Us:If you have any questions about these Terms, please call 888-664-8850 or write us at:

Asset-Map® does not guarantee that it will receive all such communication and shall not be legally obligated to read, act on or respond to any such communication.

Choice of Law:These Terms and the agreement created thereby will be governed by and construed in accordance with the laws of the State of Pennsylvania and the parties expressly consent to the jurisdiction of courts of that state.

If any provision of these Terms is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of the Terms remain in full force and effect.

Claims

You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to the Goods and Services or these Terms must be filed within one (1) year after such claim or cause of action arose or be forever barred.